Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 31, 2018 | Dec. 03, 2018 | |
Document Information [Abstract] | ||
Entity Registrant Name | MongoDB, Inc. | |
Entity Central Index Key | 1,441,816 | |
Current Fiscal Year End Date | --01-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | false | |
Document Type | 10-Q | |
Document Period End Date | Oct. 31, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Class A Common Stock | ||
Entity Common Stock, Shares Outstanding | 35,408,828 | |
Class B Common Stock | ||
Entity Common Stock, Shares Outstanding | 18,194,724 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Oct. 31, 2018 | Jan. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 139,490 | $ 61,902 |
Short-term investments | 382,681 | 217,072 |
Accounts receivable, net of allowance for doubtful accounts of $1,434 and $1,238 as of October 31, 2018 and January 31, 2018, respectively | 37,497 | 46,872 |
Deferred commissions | 19,143 | 11,820 |
Prepaid expenses and other current assets | 8,653 | 5,884 |
Total current assets | 587,464 | 343,550 |
Property and equipment, net | 73,191 | 59,557 |
Goodwill | 1,700 | 1,700 |
Acquired intangible assets, net | 965 | 1,627 |
Deferred tax assets | 701 | 326 |
Other assets | 6,649 | 8,436 |
Total assets | 670,670 | 415,196 |
Current liabilities: | ||
Accounts payable | 1,942 | 2,261 |
Accrued compensation and benefits | 21,615 | 17,433 |
Other accrued liabilities | 12,169 | 8,423 |
Deferred revenue | 136,609 | 114,500 |
Total current liabilities | 172,335 | 142,617 |
Deferred rent, non-current | 2,183 | 925 |
Deferred tax liability, non-current | 42 | 18 |
Deferred revenue, non-current | 17,229 | 22,930 |
Convertible senior notes, net | 213,692 | 0 |
Other liabilities, non-current | 67,944 | 55,213 |
Total liabilities | 473,425 | 221,703 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity: | ||
Additional paid-in capital | 734,381 | 638,680 |
Treasury stock, 99,371 shares (repurchased at an average of $13.27 per share) as of October 31, 2018 and January 31, 2018 | (1,319) | (1,319) |
Accumulated other comprehensive loss | (380) | (159) |
Accumulated deficit | (535,490) | (443,760) |
Total stockholders’ equity | 197,245 | 193,493 |
Total liabilities and stockholders’ equity | 670,670 | 415,196 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | 35 | 13 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 18 | $ 38 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Oct. 31, 2018 | Jan. 31, 2018 | |
Current assets: | ||
Allowance for doubtful accounts | $ 1,434 | $ 1,238 |
Stockholders’ equity: | ||
Treasury stock (in shares) | 99,371 | 99,371 |
Average repurchase price of treasury stock shares (in dollars per share) | $ 13.27 | $ 13.27 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock issued (in shares) | 35,189,254 | 13,303,028 |
Common stock outstanding (in shares) | 35,189,254 | 13,303,028 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock issued (in shares) | 18,406,366 | 37,371,914 |
Common stock outstanding (in shares) | 18,306,995 | 37,272,543 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Revenue: | ||||
Total revenue | $ 64,985 | $ 41,488 | $ 170,697 | $ 109,478 |
Cost of revenue: | ||||
Total cost of revenue | 17,758 | 11,071 | 48,001 | 30,458 |
Gross profit | 47,227 | 30,417 | 122,696 | 79,020 |
Operating expenses: | ||||
Sales and marketing | 38,116 | 28,050 | 109,885 | 77,087 |
Research and development | 23,179 | 16,588 | 63,254 | 45,414 |
General and administrative | 14,986 | 9,829 | 38,467 | 26,533 |
Total operating expenses | 76,281 | 54,467 | 211,606 | 149,034 |
Loss from operations | (29,054) | (24,050) | (88,910) | (70,014) |
Other income (expense): | ||||
Interest income | 2,459 | 227 | 4,936 | 556 |
Interest expense | (4,358) | 0 | (5,652) | (8) |
Other income (expense), net | (400) | (57) | (1,424) | 298 |
Loss before provision for income taxes | (31,353) | (23,880) | (91,050) | (69,168) |
Provision (benefit) for income taxes | (33) | 336 | 680 | 817 |
Net loss | $ (31,320) | $ (24,216) | $ (91,730) | $ (69,985) |
Net loss per share, basic and diluted (in dollars per share) | $ (0.59) | $ (1.39) | $ (1.78) | $ (4.74) |
Weighted-average shares used to compute net loss per share, basic and diluted (in shares) | 52,702,526 | 17,421,642 | 51,431,021 | 14,749,500 |
Subscription | ||||
Revenue: | ||||
Total revenue | $ 60,090 | $ 37,885 | $ 157,588 | $ 99,603 |
Cost of revenue: | ||||
Total cost of revenue | 13,248 | 7,904 | 35,434 | 21,669 |
Services | ||||
Revenue: | ||||
Total revenue | 4,895 | 3,603 | 13,109 | 9,875 |
Cost of revenue: | ||||
Total cost of revenue | $ 4,510 | $ 3,167 | $ 12,567 | $ 8,789 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (31,320) | $ (24,216) | $ (91,730) | $ (69,985) |
Other comprehensive income (loss), net of tax: | ||||
Unrealized gain (loss) on available-for-sale securities | 9 | 4 | (43) | (33) |
Foreign currency translation adjustments | (49) | 21 | (178) | 181 |
Other comprehensive income (loss) | (40) | 25 | (221) | 148 |
Total comprehensive loss | $ (31,360) | $ (24,191) | $ (91,951) | $ (69,837) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY - 9 months ended Oct. 31, 2018 - USD ($) $ in Thousands | Total | Class A and Class B Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Jan. 31, 2018 | 50,575,571 | |||||
Beginning balance at Jan. 31, 2018 | $ 193,493 | $ 51 | $ 638,680 | $ (1,319) | $ (159) | $ (443,760) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock option exercises (in shares) | 2,540,312 | 2,540,312 | ||||
Stock option exercises | $ 17,585 | $ 2 | 17,583 | |||
Repurchase of early exercised options (in shares) | (35,563) | |||||
Repurchase of early exercised options | 0 | $ 0 | 0 | |||
Vesting of early exercised stock options | 1,045 | 1,045 | ||||
Vesting of restricted stock units (in shares) | 138,812 | |||||
Vesting of restricted stock units | 0 | $ 0 | 0 | |||
Stock-based compensation | 26,850 | 26,850 | ||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 277,117 | |||||
Issuance of common stock under the Employee Stock Purchase Plan | 5,626 | 5,626 | ||||
Equity component of convertible senior notes | 81,683 | 81,683 | ||||
Purchase of capped calls | (37,086) | (37,086) | ||||
Unrealized loss on available-for-sale securities | (43) | (43) | ||||
Foreign currency translation adjustment | (178) | (178) | ||||
Net loss | (91,730) | (91,730) | ||||
Ending balance (in shares) at Oct. 31, 2018 | 53,496,249 | |||||
Ending balance at Oct. 31, 2018 | $ 197,245 | $ 53 | $ 734,381 | $ (1,319) | $ (380) | $ (535,490) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2018 | Oct. 31, 2017 | |
Cash flows from operating activities | ||
Net loss | $ (91,730) | $ (69,985) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,334 | 2,789 |
Stock-based compensation | 26,850 | 15,066 |
Amortization of debt discount and issuance costs | 4,233 | 0 |
Non-cash interest on office financing lease | 659 | 0 |
Deferred income taxes | (351) | 163 |
Change in fair value of warrant liability | 0 | (101) |
Change in operating assets and liabilities: | ||
Accounts receivable | 9,267 | (4,653) |
Prepaid expenses and other current assets | (4,018) | (2,120) |
Deferred commissions | (5,514) | (2,217) |
Other long-term assets | (33) | (670) |
Accounts payable | (165) | 687 |
Deferred rent | 1,258 | (85) |
Accrued liabilities | 7,184 | 2,163 |
Deferred revenue | 16,517 | 21,794 |
Net cash used in operating activities | (32,509) | (37,169) |
Cash flows from investing activities | ||
Purchases of property and equipment | (3,698) | (1,714) |
Proceeds from maturities of marketable securities | 206,000 | 74,230 |
Purchases of marketable securities | (369,736) | (72,879) |
Net cash used in investing activities | (167,434) | (363) |
Cash flows from financing activities | ||
Proceeds from exercise of stock options, including early exercised stock options | 17,631 | 8,201 |
Proceeds from the issuance of common stock under the Employee Stock Purchase Plan | 5,626 | 0 |
Repurchase of early exercised stock options | (327) | (149) |
Proceeds from borrowings on convertible senior notes, net of issuance costs | 291,145 | 0 |
Payment for purchase of capped calls | (37,086) | 0 |
Proceeds from tenant improvement allowance on build-to-suit lease | 633 | 0 |
Proceeds from the IPO, net of underwriting discounts and commissions | 0 | 205,494 |
Proceeds from exercise of redeemable convertible preferred stock warrants | 0 | 1 |
Payment of initial public offering costs | 0 | (2,344) |
Net cash provided by financing activities | 277,622 | 211,203 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (101) | 182 |
Net increase in cash, cash equivalents and restricted cash | 77,578 | 173,853 |
Cash, cash equivalents and restricted cash, beginning of period | 62,427 | 69,412 |
Cash, cash equivalents and restricted cash, end of period | 140,005 | 243,265 |
Supplemental cash flow disclosure of noncash investing and financing activities | ||
Vesting of early exercised stock options | 1,045 | 950 |
Costs related to initial public offering included in accounts payable and accrued liabilities | 0 | 1,529 |
Conversion of redeemable convertible preferred stock warrant liability to redeemable convertible preferred stock as a result of warrant exercise | 0 | 1,171 |
Purchases of property and equipment included in accounts payable and accrued liabilities | 1,806 | 0 |
Construction in progress related to build-to-suit lease obligations | $ 11,683 | $ 0 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation - USD ($) $ in Thousands | Oct. 31, 2018 | Oct. 31, 2017 |
Reconciliation of cash, cash equivalents, and restricted cash within the condensed consolidated balance sheets, end of period, to the amounts shown in the statements of cash flows above: | ||
Cash and cash equivalents | $ 139,490 | $ 242,745 |
Restricted cash, current | 515 | 520 |
Total cash, cash equivalents and restricted cash | $ 140,005 | $ 243,265 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Oct. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business MongoDB, Inc. (“MongoDB” or the “Company”) was originally incorporated in the state of Delaware in November 2007 under the name 10Gen, Inc. In August 2013, the Company changed its name to MongoDB, Inc. The Company is headquartered in New York City. MongoDB is the leading, modern, general purpose database platform. The Company’s robust platform enables developers to build and modernize applications rapidly and cost-effectively across a broad range of use cases. Organizations can deploy the Company’s platform at scale in the cloud, on-premise, or in a hybrid environment. In addition to selling its software, the Company provides post-contract support, training, and consulting services for its offerings. The Company’s fiscal year ends January 31 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Oct. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying interim condensed consolidated balance sheet and interim condensed consolidated statement of stockholders’ equity as of October 31, 2018 , the interim condensed consolidated statements of operations and of comprehensive loss for the three and nine months ended October 31, 2018 and 2017 and the interim condensed consolidated statement of cash flows for the nine months ended October 31, 2018 and 2017 , are unaudited. The interim unaudited condensed consolidated financial statements have been prepared on a basis consistent with the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position and its statement of stockholders’ equity as of October 31, 2018 , its results of operations and of comprehensive loss for the three and nine months ended October 31, 2018 and 2017 , and its statement of cash flows for the nine months ended October 31, 2018 and 2017 . The financial data and the other financial information disclosed in the notes to these interim condensed consolidated financial statements related to the nine -month periods are also unaudited. The results of operations for the nine months ended October 31, 2018 are not necessarily indicative of the results to be expected for the fiscal year ending January 31, 2019 or for any other future year or interim period. The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and accounts have been eliminated. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The condensed balance sheet data as of January 31, 2018 was derived from the Company’s audited financial statements, but does not include all disclosures required by U.S. GAAP. Therefore, these interim unaudited condensed consolidated financial statements and accompanying footnotes should be read in conjunction with the Company’s annual consolidated financial statements and related footnotes included in its Annual Report on Form 10-K for the fiscal year ended January 31, 2018 (the “2018 Form 10-K”). Use of Estimates The preparation of the interim unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, revenue recognition, allowances for doubtful accounts, stock-based compensation, legal contingencies, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, fair value of property and equipment and accounting for income taxes. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates. Emerging Growth Company Status As an “emerging growth company” (“EGC”), the Jump-start Our Business Start-ups Act (“JOBS Act”), allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. As a result, the Company’s financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective dates for new or revised accounting standards that are applicable to public companies, which may make the Company’s common stock less attractive to investors. As a result of its market capitalization as of July 31, 2018, the Company expects that it will cease to qualify as an EGC as of January 31, 2019 and will no longer be able to take advantage of the extended transition period. Significant Accounting Policies There have been no changes to the Company’s significant accounting policies described in the Company’s 2018 Form 10-K. Related Party Transactions All contracts with related parties are executed in ordinary course of business. There were no material related party transactions in the three and nine months ended October 31, 2018 and 2017 . As of October 31, 2018 and January 31, 2018 , there were no material amounts payable to or amounts receivable from related parties. New Accounting Pronouncements Not Yet Adopted Goodwill Impairment. In January 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new standard will simplify the measurement of goodwill by eliminating step two of the two-step impairment test. Step two measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for the Company for the fiscal year ending January 31, 2021, though early adoption is permitted. The Company does not expect the adoption of the new accounting standard to have a material impact on its consolidated financial statements. Leases. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which modifies lease accounting for lessees to increase transparency and comparability by recording lease assets and liabilities for operating leases and disclosing key information about leasing arrangements. In 2018, the FASB issued ASU 2018-10, Leases, Codification Improvements and ASU 2018-11, Leases, Targeted Improvements , to provide additional guidance for the adoption of the new lease guidance, including an optional transition method. Since the Company anticipates losing its EGC status as of January 31, 2019, it expects to adopt the new lease standard on February 1, 2019. The Company plans to utilize the optional transition method, which allows entities, upon adoption of the standard, to continue to present their prior comparative periods in accordance with the current guidance in ASC 840, Leases . The Company anticipates the most significant impact of adopting the new standard will primarily be the establishment of a right-of-use asset and a corresponding lease liability for real estate operating leases in its consolidated balance sheets. The Company is currently evaluating whether this standard will have a material impact on its consolidated financial statements. Revenue Recognition. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which amends the existing accounting standard for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount to which an entity expects to be entitled when products are transferred to customers. Subsequently, the FASB has issued the following pronouncements related to ASU 2014-09: ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations ; ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ; ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ; and ASU 2016-20, Technical Corrections and Improvements to Topic 606 , which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The Company must adopt ASU 2016-08, ASU 2016-10, ASU 2016-12, and ASU 2016-20 with ASU 2014-09 (collectively, the “new revenue standard”). The Company currently plans to adopt the new revenue standard using the full retrospective transition method for its annual results for the fiscal year ending January 31, 2019. While the Company continues to assess the potential impacts of the new revenue standard, the Company currently expects unearned subscription revenue to decline upon adoption. Currently, as the Company’s subscription offerings include software term licenses and post-contract customer support for which the Company has not established vendor specific objective evidence (“VSOE”), the entire subscription fee is recognized ratably over the term of the contract. However, under the new revenue standard, the requirement for VSOE for undelivered elements is eliminated and, as a result, the Company is required to identify all performance obligations in a contract and recognize revenue based on each performance obligation separately. The Company currently expects that the portion related to the software term license deliverable will be recognized upon delivery, which may result in greater fluctuations in its consolidated financial statements. The Company currently does not believe that the new revenue standard will have a material impact on the other deliverables of each contract. The Company also expects the new revenue standard to impact recognition of contract acquisition costs, both with respect to the amounts that will be capitalized as well as the period of amortization. The Company continues to evaluate the effect that the new revenue standard will have on its consolidated financial statements and related disclosures. Its preliminary assessments are subject to change. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following tables present information about the Company’s financial assets and liabilities that have been measured at fair value on a recurring basis as of October 31, 2018 and January 31, 2018 , and indicate the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands): Fair Value Measurement at October 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Cash and cash equivalents: Money market funds $ 893 $ — $ — $ 893 Short-term investments: U.S. government treasury securities 382,681 — — 382,681 Total financial assets $ 383,574 $ — $ — $ 383,574 Fair Value Measurement at January 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Cash and cash equivalents: Money market funds $ 45,918 $ — $ — $ 45,918 Short-term investments: U.S. government treasury securities 217,072 — — 217,072 Total financial assets $ 262,990 $ — $ — $ 262,990 The Company utilized the market approach and Level 1 valuation inputs to value its money market mutual funds and U.S. government treasury securities because published net asset values were readily available. As of October 31, 2018 and January 31, 2018 , gross unrealized gains and unrealized losses for cash equivalents and short-term investments were not material, and the contractual maturity of all marketable securities was less than one year. In addition to its cash, cash equivalents and short-term investments, the Company measures the fair value of its outstanding Notes (as defined below) on a quarterly basis for disclosure purposes. The Company considers the fair value of the Notes at October 31, 2018 to be a Level 2 measurement due to limited trading activity of the Notes. Refer to Note 4, Convertible Senior Notes , to the condensed consolidated financial statements for further details. |
Convertible Senior Notes
Convertible Senior Notes | 9 Months Ended |
Oct. 31, 2018 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Convertible Senior Notes In June 2018, the Company issued $250.0 million aggregate principal amount of 0.75% convertible senior notes due 2024 (the “Notes”) in a private placement and, in July 2018, the Company issued an additional $50.0 million aggregate principal amount of the Notes pursuant to the exercise in full of the initial purchasers’ option to purchase additional Notes. The Notes are senior unsecured obligations of MongoDB and interest is payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2018, at a rate of 0.75% per year. The Notes will mature on June 15, 2024, unless earlier converted, redeemed or repurchased. The total net proceeds from the offering, after deducting initial purchase discounts and estimated debt issuance costs, were approximately $291.1 million . The initial conversion rate is 14.6738 shares of MongoDB’s Class A common stock per $1,000 principal amount of Notes, which is equal to an initial conversion price of approximately $68.15 per share of Class A common stock, subject to adjustment upon the occurrence of specified events. The Notes will be convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding March 15, 2024, only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2018 (and only during such fiscal quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the Notes on each applicable trading day; (2) during the five -business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate of the Notes on each such trading day; (3) if the Company calls any or all of the Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events (as set forth in the indenture governing the Notes). On or after March 15, 2024, until the close of business on the scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes, in multiples of $1,000 principal amount, at the option of the holder, regardless of the foregoing circumstances. Upon conversion, the Company will satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of the Company’s Class A common stock or a combination of cash and shares of the Company’s Class A common stock, at the Company’s election. If a fundamental change (as defined in the indenture governing the Notes) occurs prior to the maturity date, holders of the Notes will have the right to require the Company to repurchase for cash all or any portion of their Notes at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, if specific corporate events occur prior to the applicable maturity date, or if the Company elects to redeem the Notes, the Company will increase the conversion rate for a holder who elects to convert their notes in connection with such a corporate event or redemption in certain circumstances. It is the Company’s current intent to settle the principal amount of the Notes in cash. During the three months ended October 31, 2018, the conditions allowing holders of the Notes to convert have not been met. The Notes were therefore not convertible during the three months ended October 31, 2018 and were classified as long-term debt on the Company’s condensed consolidated balance sheets. The Company may not redeem the Notes prior to June 20, 2021. On or after June 20, 2021, the Company may redeem for cash all or any portion of the Notes, at its option, if the last reported sale price of its Class A common stock was at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides a notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. In accounting for the issuance of the Notes, the Notes were separated into liability and equity components. The carrying amounts of the liability component was calculated by measuring the fair value of similar liabilities that do not have associated convertible features. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the respective Notes. This difference represents the debt discount that is amortized to interest expense over the respective terms of the Notes using the effective interest rate method. The carrying amount of the equity component representing the conversion option was $84.2 million . The equity component was recorded in additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the debt issuance costs of $8.8 million related to the Notes, the Company allocated the total amount incurred to the liability and equity components of the Notes based on their relative values. Issuance costs attributable to the liability component were $6.3 million and will be amortized, along with the debt discount, to interest expense over the contractual term of the Notes at an effective interest rate of 7.03% . Issuance costs attributable to the equity component were $2.5 million and are netted against the equity component representing the conversion option in additional paid-in capital. The net carrying amount of the liability component of the Notes was as follows (in thousands): October 31, 2018 Principal $ 300,000 Unamortized debt discount (80,197 ) Unamortized debt issuance costs (6,111 ) Net carrying amount $ 213,692 The net carrying amount of the equity component of the Notes was as follows (in thousands): October 31, 2018 Debt discount for conversion option $ 84,168 Issuance costs (2,485 ) Net carrying amount $ 81,683 As of October 31, 2018, the total estimated fair value of the Notes was approximately $403.2 million . The fair value was determined based on the closing trading price per $100 of the Notes as of the last day of trading for the period. The fair value of the Notes is primarily affected by the trading price of the Company’s common stock and market interest rates. The following table sets forth the interest expense related to the Notes (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Contractual interest expense $ 563 $ — $ 763 $ — Amortization of debt discount 2,938 — 3,971 — Amortization of issuance costs 174 — 234 — Total $ 3,675 $ — $ 4,968 $ — Capped Calls In connection with the pricing of the Notes, the Company entered into privately negotiated capped call transactions with certain counterparties (“Capped Calls”). The Capped Calls each have an initial strike price of approximately $68.15 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $106.90 per share, subject to certain adjustments. The Capped Calls are expected to partially offset the potential dilution to the Company’s Class A common stock upon any conversion of the Notes, with such offset subject to a cap based on the cap price. The Capped Calls cover, subject to anti-dilution adjustments, approximately 4.4 million shares of the Company’s Class A common stock. The Capped Calls are subject to adjustment upon the occurrence of specified extraordinary events affecting the Company, including merger events, a tender offers and announcement events. In addition, the Capped Calls are subject to certain specified additional disruption events that may give rise to a termination of the Capped Calls, including nationalization, insolvency or delisting, changes in law, failures to deliver, insolvency filings and hedging disruptions. For accounting purposes, the Capped Calls are separate transactions, and not part of the terms of the Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders' equity and are not accounted for as derivatives. The cost of $37.1 million incurred to purchase the Capped Calls was recorded as a reduction to additional paid-in capital and will not be remeasured. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company has entered into non-cancelable operating leases, primarily related to rental of office space expiring through 2029. The Company recognizes operating lease costs on a straight-line basis over the term of the agreement, taking into account adjustments for market provisions such as free or escalating base monthly rental payments or deferred payment terms such as rent holidays that defer the commencement date of the required payments. The Company may receive renewal or expansion options, leasehold improvement allowances or other incentives on certain lease agreements. Total rent expense related to operating leases was $2.6 million and $2.3 million for the three months ended October 31, 2018 and 2017, respectively, and $8.8 million and $6.6 million for the nine months ended October 31, 2018 and 2017 , respectively. In December 2017, the Company entered into a lease agreement for 106,230 rentable square feet of office space (the “Premises”) to accommodate its growing employee base in New York City. The Company received delivery of the Premises on January 1, 2018 to commence construction to renovate the Premises. During the construction period, the Company had certain indemnification obligations related to the construction. As a result, the Company was considered, for accounting purposes only, the owner of the construction project under build-to-suit lease accounting. Accordingly, the Company recorded the estimated fair value of the leased space as an asset, capitalized the costs incurred to renovate the Premises, and recorded a corresponding liability that represented the lease financing obligation. On September 4, 2018, construction of the Premises was completed. The Company evaluated whether to de-recognize the build-to-suit asset and liability under the “sale-leaseback” accounting guidance. The Company concluded that it lacks transferability of the risks and rewards of ownership, and therefore did not meet with the requirements for sale-leaseback accounting. Accordingly, the Company accounts for the New York City office lease as a financing arrangement. The Company vacated its former office space as of September 30, 2018, prior to the expiration of the lease on December 31, 2018. The remaining rent payable, deferred rent and associated leasehold improvements for the former office space were expensed in full on September 30, 2018 and resulted in a charge of $1.5 million recorded as a general and administrative operating expense in the Company’s unaudited condensed consolidated statement of operations. As of October 31, 2018, there was an associated liability of $0.8 million , which the Company expects to be settled by January 31, 2019. Other Commitments During the nine months ended October 31, 2018 , other than the issuance of the Notes, there have been no material changes outside the ordinary course of business to the Company’s contractual obligations and commitments from those disclosed in the 2018 Form 10-K. Refer to Note 4, Convertible Senior Notes , to the condensed consolidated financial statements for further details. Legal Matters From time to time, the Company has become involved in claims and other legal matters arising in the ordinary course of business. The Company investigates these claims as they arise. Although claims are inherently unpredictable, the Company is currently not aware of any matters that, if determined adversely to the Company, would individually or taken together have a material adverse effect on its business, financial position, results of operations or cash flows. The Company accrues estimates for resolution of legal and other contingencies when losses are probable and estimable. From time to time, the Company is a party to litigation and subject to claims and threatened claims incident to the ordinary course of business, including intellectual property claims, labor and employment claims, breach of contract claims, and other matters. Although the results of litigation and claims are inherently unpredictable, the Company believes that there was not at least a reasonable possibility that the Company had incurred a material loss with respect to such loss contingencies, as of October 31, 2018 and January 31, 2018 , therefore, the Company has no t recorded an accrual for such contingencies. Indemnification The Company enters into indemnification provisions under its agreements with other companies in the ordinary course of business, including customers, business partners, landlords, contractors and parties performing its research and development. Pursuant to these arrangements, the Company agrees to indemnify, hold harmless, and reimburse the indemnified party for certain losses suffered or incurred by the indemnified party as a result of the Company’s activities. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the fair value of these agreements is not material. The Company maintains commercial general liability insurance and product liability insurance to offset certain of the Company’s potential liabilities under these indemnification provisions. The Company has entered into indemnification agreements with each of its directors and executive officers. These agreements require the Company to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with the Company. |
Equity Incentive Plans and Empl
Equity Incentive Plans and Employee Stock Purchase Plan | 9 Months Ended |
Oct. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans and Employee Stock Purchase Plan | Equity Incentive Plans and Employee Stock Purchase Plan Equity Incentive Plans The Company adopted the 2008 Stock Incentive Plan (as amended, the “2008 Plan”) in 2008 and the 2016 Equity Incentive Plan (as amended, the “2016 Plan”) in 2016, primarily for the purpose of granting stock-based awards to employees, directors, and consultants. With the establishment of the 2016 Plan in December 2016, all shares available for grant under the 2008 Plan were transferred to the 2016 Plan. The Company no longer grants any stock-based awards under the 2008 Plan and any shares underlying stock options canceled under the 2008 Plan will be automatically transferred to the 2016 Plan. Stock Options The 2016 Plan provides for the issuance of incentive stock options to employees and nonstatutory stock options to employees, directors or consultants. The Board of Directors or a committee thereof determines the vesting schedule for all equity awards. Stock option awards generally vest over a period of four years with 25% vesting on the one-year anniversary of the award and the remainder vesting monthly over the next 36 months of the grantee’s service to the Company. The following table summarizes stock option activity for the nine months ended October 31, 2018 (in thousands, except share and per share data and years): Shares Weighted- Weighted- Aggregate Balance - January 31, 2018 12,637,435 $ 7.63 7.72 $ 246,227 Stock options exercised (2,540,312 ) 6.92 Stock options forfeited and expired (640,584 ) 8.43 Balance - October 31, 2018 9,456,539 7.76 7.04 697,319 Vested and exercisable - January 31, 2018 5,540,858 6.33 6.63 115,122 Vested and exercisable - October 31, 2018 5,377,483 $ 6.89 6.29 $ 401,189 Restricted Stock Units The 2016 Plan provides for the issuance of restricted stock units (“RSUs”) to employees, directors and consultants. RSUs granted to new employees generally vest over a period of four years with 25% vesting on the one-year anniversary of the vesting start date and the remainder vesting quarterly over the next 12 quarters, subject to the grantee’s continued service to the Company. RSUs granted to existing employees generally vest quarterly over a period of four years , subject to the grantee’s continued service to the Company. The following table summarizes RSU activity for the nine months ended October 31, 2018 : Shares Weighted-Average Grant Date Fair Value per RSU Unvested - January 31, 2018 245,746 $ 26.20 RSUs granted 1,718,364 47.90 RSUs vested (138,812 ) 34.73 RSUs forfeited and canceled (67,167 ) 39.25 Unvested - October 31, 2018 1,758,131 $ 46.24 Employee Stock Purchase Plan In October 2017, the Board of Directors adopted, and stockholders approved, the 2017 Employee Stock Purchase Plan (“ESPP”). A total of 1.5 million shares of the Company’s Class A common stock have been authorized for issuance under the 2017 ESPP. Subject to any plan limitations, the 2017 ESPP allows eligible employees to contribute, normally through payroll deductions, up to 15% of their earnings for the purchase of the Company’s Class A common stock at a discounted price per share. Except for the initial offering period, the ESPP provides for separate six -month offering periods. The Company’s current offering period began June 18, 2018 and is expected to end December 14, 2018. Unless otherwise determined by the Board of Directors or a committee thereof, the Company’s Class A common stock will be purchased for the accounts of employees participating in the ESPP at a price per share that is the lesser of (1) 85% of the fair market value of the Company’s Class A common stock on the first trading day of the offering period, which for the initial offering period is the price at which shares of the Company’s Class A common stock were first sold to the public, or (2) 85% of the fair market value of the Company’s Class A common stock on the last trading day of the offering period. Stock-Based Compensation Expense Total stock-based compensation expense recognized in the Company’s interim unaudited condensed consolidated statements of operations is as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Cost of revenue—subscription $ 555 $ 183 $ 1,403 $ 503 Cost of revenue—services 335 123 800 292 Sales and marketing 3,090 1,704 7,437 4,400 Research and development 3,131 1,505 8,241 4,072 General and administrative 3,153 2,184 8,969 5,799 Total stock-based compensation expense $ 10,264 $ 5,699 $ 26,850 $ 15,066 |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Oct. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. Diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period, including stock options and restricted stock units. Prior to the Company’s closing of its initial public offering in October 2017, the Company calculated basic and diluted net loss per share attributable to common stockholders in conformity with the two-class method required for companies with participating securities. The Company considered all series of redeemable convertible preferred stock to have been participating securities as the holders were entitled to receive non-cumulative dividends on a pari passu basis in the event that a dividend had been paid on common stock. For further details on the Company’s historical participating securities, including warrants to purchase redeemable convertible preferred stock and common stock, refer to the Company’s 2018 Form 10-K, specifically in Part II, Item 8, Financial Statements and Supplementary Data under the Notes to Consolidated Financial Statements. Under the two-class method, basic net loss per share attributable to common stockholders was calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. The net loss attributable to common stockholders was not allocated to the redeemable convertible preferred stock as the holders of redeemable convertible preferred stock did not have a contractual obligation to share in losses. Diluted net loss per share attributable to common stockholders was computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period. For purposes of this calculation, redeemable convertible preferred stock, stock options to purchase common stock, early exercised stock options, and warrants to purchase redeemable convertible preferred stock and common stock were considered common shares equivalents, but had been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect was anti-dilutive. Basic and diluted net loss per share was the same for each period presented, as the inclusion of all potential common shares outstanding would have been anti-dilutive due to the net loss reported for each period presented. The rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to 10 votes per share. As the liquidation and dividend rights are identical for Class A and Class B common stock, the undistributed earnings are allocated on a proportionate basis and the resulting net loss per share will, therefore, be the same for both Class A and Class B common stock on an individual or combined basis. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Numerator: Net loss $ (31,320 ) $ (24,216 ) $ (91,730 ) $ (69,985 ) Denominator: Weighted-average shares used to compute net loss per share, basic and diluted 52,702,526 17,421,642 51,431,021 14,749,500 Net loss per share, basic and diluted $ (0.59 ) $ (1.39 ) $ (1.78 ) $ (4.74 ) The shares underlying the conversion option in the Notes were not considered in the calculation of diluted net loss per share as the effect would have been anti-dilutive. Additionally, the Notes were not convertible as of October 31, 2018. Based on the initial conversion price, the entire outstanding principal amount of the Notes as of October 31, 2018 would have been convertible into approximately 4.4 million shares of the Company’s Class A common stock. However, the Company expects to settle the principal amount of the Notes in cash. As a result, only the amount by which the conversion value exceeds the aggregate principal amount of the Notes (the “conversion spread”) is considered in the diluted earnings per share computation under the treasury stock method. The conversion spread will have a dilutive impact on diluted net income per share when the average market price of the Company’s Class A common stock for a given period exceeds the initial conversion price of $68.15 per share for the Notes. In connection with the issuance of the Notes, the Company entered into Capped Calls, which were not included for purposes of calculating the number of diluted shares outstanding, as their effect would have been anti-dilutive. The Capped Calls are expected to partially offset the potential dilution to the Company’s Class A common stock upon any conversion of the Notes. During the three months ended October 31, 2018, the average market price of the Company’s Class A common stock was $71.66 , which exceeded the initial conversion price. Although the Notes were not convertible as of October 31, 2018, the Company calculated the potentially dilutive effect of the conversion spread, which is included in the table below. The following weighted-average outstanding potentially dilutive common shares were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been anti-dilutive. Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Redeemable convertible preferred stock (as converted) — 24,316,192 — 26,045,352 Redeemable convertible preferred stock warrants (as converted) — 1,339 — 30,122 Common stock warrants — 116,485 — 120,190 Stock options to purchase Class A common stock 3,046,631 3,258,405 3,315,885 2,207,524 Stock options to purchase Class B common stock 7,137,570 9,321,627 8,136,949 9,783,945 Unvested restricted stock units 1,707,692 54,550 1,265,391 54,550 Early exercised stock options 94,026 318,240 146,248 236,231 Shares underlying the conversion spread in the convertible senior notes 215,879 — 71,960 — |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recorded a provision (benefit) related to income taxes of $(33) thousand and $0.3 million for the three months ended October 31, 2018 and 2017, respectively, and $0.7 million and $0.8 million for the nine months ended October 31, 2018 and 2017 , respectively. The provision (benefit) related to income taxes was primarily due to foreign taxes offset by excess tax deductions in the United Kingdom with respect to stock option exercises. The calculation of income taxes is based upon the estimated annual effective tax rates for the year applied to the current period income (loss) before tax plus the tax effect of any significant unusual items, discrete events or changes in tax law. On December 22, 2017, the 2017 Tax Cuts and Jobs Act (the “Tax Act”) was enacted into law and the new legislation significantly revised the Internal Revenue Code of 1986, as amended. The newly enacted federal income tax law, among other things, contains significant changes to corporate taxation, including the reduction of the corporate tax rate from a top marginal rate of 35% to a flat rate of 21%, limitation of the deduction for newly generated net operating losses (“NOLs”) to 80% of current year taxable income and elimination of NOL carrybacks and one-time taxation of offshore earnings at reduced rates regardless of whether they are repatriated. The Company is required to recognize the effect of these significant tax law changes in the period of enactment. Also on December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), which allows the Company to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. Given the significant complexity of the Tax Act, anticipated guidance from the Internal Revenue Service about implementing the Tax Act, and the potential for additional guidance from the SEC or the FASB related to the Tax Act, the Company’s current estimates may be adjusted in future periods. The Company expects to complete its analysis during the quarter ending January 31, 2019, within the measurement period in accordance with SAB 118, and does not anticipate any material impact on its financial statements as a result of the Tax Act. The Company has not recorded any further adjustments during the nine months ended October 31, 2018 . For information on the Company’s initial provisional estimates recorded during the year ended January 31, 2018, refer to the Company’s 2018 Form 10-K, specifically Part II, Item 8, Financial Statements and Supplementary Data under Note 11, Income Taxes , in the Notes to Consolidated Financial Statements. For the Global Intangible Low-Taxed Income (“GILTI”) provisions of the Tax Act, the Company has not yet completed its assessment due to Internal Revenue Service regulations expected to be issued subsequent to October 31, 2018. The Company has elected an accounting policy to record GILTI as period costs if and when incurred. The Company assesses uncertain tax positions in accordance with ASC 740-10, Accounting for Uncertainties in Tax . As of October 31, 2018 , the Company’s net unrecognized tax benefits totaled $4.3 million , none of which would impact the Company’s effective tax rate if recognized. The Company anticipates that the amount of reasonably possible unrecognized tax benefits that could decrease over the next 12 months due to the expiration of certain statutes of limitations and settlement of tax audits is no t material to the Company’s interim unaudited condensed consolidated financial statements. |
Segments and Geographic Revenue
Segments and Geographic Revenue | 9 Months Ended |
Oct. 31, 2018 | |
Segment Reporting [Abstract] | |
Segments and Geographic Revenue | Segments and Geographic Revenue The Company operates its business as one operating segment as it only reports financial information on an aggregate and consolidated basis to the Chief Executive Officer, who is the Company’s chief operating decision maker. The following table sets forth the Company’s total revenue by geographic area based on the customers’ location (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Americas $ 42,889 $ 28,045 $ 112,477 $ 74,965 Europe, Middle East and Africa 18,553 11,418 49,168 30,340 Asia Pacific 3,543 2,025 9,052 4,173 Total $ 64,985 $ 41,488 $ 170,697 $ 109,478 Customers located in the United States accounted for 61% and 64% of total revenue for the three months ended October 31, 2018 and 2017 , respectively, and 62% and 65% of total revenue for the nine months ended October 31, 2018 and 2017 , respectively. Customers located in the United Kingdom accounted for 11% of total revenue for each of the three and nine months ended October 31, 2018 and 2017, respectively. No other country accounted for 10% or more of revenue for the periods presented. As of October 31, 2018 and January 31, 2018 , substantially all of the Company’s long-lived assets were located in the United States. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Oct. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 9, 2018, the Company entered into an Agreement and Plan of Merger Agreement (the “Merger Agreement”) with Mammoth Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), ObjectLabs Corporation (“mLab”), and Shareholder Representative Services LLC, solely in its capacity as the Stockholder Agent, to acquire all of the issued and outstanding capital stock of mLab for a purchase price of $68.0 million in cash, subject to working capital, cash, debt, transaction expenses and other closing adjustments. mLab is a privately held company, headquartered in San Francisco, California, that offers cloud database services. Pursuant to the Merger Agreement, on November 1, 2018, Merger Sub was merged with and into mLab, and mLab continued as the surviving corporation and as a wholly-owned subsidiary of the Company. The Merger Agreement contains customary representations and warranties of each of the parties. The Merger Agreement also contains indemnification rights whereby the Company and its subsidiaries will be indemnified for breaches of or inaccuracies in counterparty representations, warranties, covenants and certain other matters (subject to certain limitations). In connection with the transaction, certain executives of mLab have accepted offers of employment made by the Company to continue with mLab following the closing of the Merger. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and accounts have been eliminated. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The condensed balance sheet data as of January 31, 2018 was derived from the Company’s audited financial statements, but does not include all disclosures required by U.S. GAAP. Therefore, these interim unaudited condensed consolidated financial statements and accompanying footnotes should be read in conjunction with the Company’s annual consolidated financial statements and related footnotes included in its Annual Report on Form 10-K for the fiscal year ended January 31, 2018 (the “2018 Form 10-K”). |
Use of Estimates | The preparation of the interim unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, revenue recognition, allowances for doubtful accounts, stock-based compensation, legal contingencies, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, fair value of property and equipment and accounting for income taxes. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates. |
Emerging Growth Company Status | As an “emerging growth company” (“EGC”), the Jump-start Our Business Start-ups Act (“JOBS Act”), allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. As a result, the Company’s financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective dates for new or revised accounting standards that are applicable to public companies, which may make the Company’s common stock less attractive to investors. As a result of its market capitalization as of July 31, 2018, the Company expects that it will cease to qualify as an EGC as of January 31, 2019 and will no longer be able to take advantage of the extended transition period. |
Related Party Transactions | All contracts with related parties are executed in ordinary course of business. |
New Accounting Pronouncements Not Yet Adopted | Goodwill Impairment. In January 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new standard will simplify the measurement of goodwill by eliminating step two of the two-step impairment test. Step two measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for the Company for the fiscal year ending January 31, 2021, though early adoption is permitted. The Company does not expect the adoption of the new accounting standard to have a material impact on its consolidated financial statements. Leases. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which modifies lease accounting for lessees to increase transparency and comparability by recording lease assets and liabilities for operating leases and disclosing key information about leasing arrangements. In 2018, the FASB issued ASU 2018-10, Leases, Codification Improvements and ASU 2018-11, Leases, Targeted Improvements , to provide additional guidance for the adoption of the new lease guidance, including an optional transition method. Since the Company anticipates losing its EGC status as of January 31, 2019, it expects to adopt the new lease standard on February 1, 2019. The Company plans to utilize the optional transition method, which allows entities, upon adoption of the standard, to continue to present their prior comparative periods in accordance with the current guidance in ASC 840, Leases . The Company anticipates the most significant impact of adopting the new standard will primarily be the establishment of a right-of-use asset and a corresponding lease liability for real estate operating leases in its consolidated balance sheets. The Company is currently evaluating whether this standard will have a material impact on its consolidated financial statements. Revenue Recognition. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which amends the existing accounting standard for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount to which an entity expects to be entitled when products are transferred to customers. Subsequently, the FASB has issued the following pronouncements related to ASU 2014-09: ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations ; ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ; ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ; and ASU 2016-20, Technical Corrections and Improvements to Topic 606 , which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The Company must adopt ASU 2016-08, ASU 2016-10, ASU 2016-12, and ASU 2016-20 with ASU 2014-09 (collectively, the “new revenue standard”). The Company currently plans to adopt the new revenue standard using the full retrospective transition method for its annual results for the fiscal year ending January 31, 2019. While the Company continues to assess the potential impacts of the new revenue standard, the Company currently expects unearned subscription revenue to decline upon adoption. Currently, as the Company’s subscription offerings include software term licenses and post-contract customer support for which the Company has not established vendor specific objective evidence (“VSOE”), the entire subscription fee is recognized ratably over the term of the contract. However, under the new revenue standard, the requirement for VSOE for undelivered elements is eliminated and, as a result, the Company is required to identify all performance obligations in a contract and recognize revenue based on each performance obligation separately. The Company currently expects that the portion related to the software term license deliverable will be recognized upon delivery, which may result in greater fluctuations in its consolidated financial statements. The Company currently does not believe that the new revenue standard will have a material impact on the other deliverables of each contract. The Company also expects the new revenue standard to impact recognition of contract acquisition costs, both with respect to the amounts that will be capitalized as well as the period of amortization. The Company continues to evaluate the effect that the new revenue standard will have on its consolidated financial statements and related disclosures. Its preliminary assessments are subject to change. |
Net Loss per Share | The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. Diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period, including stock options and restricted stock units. Prior to the Company’s closing of its initial public offering in October 2017, the Company calculated basic and diluted net loss per share attributable to common stockholders in conformity with the two-class method required for companies with participating securities. The Company considered all series of redeemable convertible preferred stock to have been participating securities as the holders were entitled to receive non-cumulative dividends on a pari passu basis in the event that a dividend had been paid on common stock. For further details on the Company’s historical participating securities, including warrants to purchase redeemable convertible preferred stock and common stock, refer to the Company’s 2018 Form 10-K, specifically in Part II, Item 8, Financial Statements and Supplementary Data under the Notes to Consolidated Financial Statements. Under the two-class method, basic net loss per share attributable to common stockholders was calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. The net loss attributable to common stockholders was not allocated to the redeemable convertible preferred stock as the holders of redeemable convertible preferred stock did not have a contractual obligation to share in losses. Diluted net loss per share attributable to common stockholders was computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period. For purposes of this calculation, redeemable convertible preferred stock, stock options to purchase common stock, early exercised stock options, and warrants to purchase redeemable convertible preferred stock and common stock were considered common shares equivalents, but had been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect was anti-dilutive. Basic and diluted net loss per share was the same for each period presented, as the inclusion of all potential common shares outstanding would have been anti-dilutive due to the net loss reported for each period presented. The rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to 10 votes per share. As the liquidation and dividend rights are identical for Class A and Class B common stock, the undistributed earnings are allocated on a proportionate basis and the resulting net loss per share will, therefore, be the same for both Class A and Class B common stock on an individual or combined basis. |
Income Taxes | The Company assesses uncertain tax positions in accordance with ASC 740-10, Accounting for Uncertainties in Tax . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of financial assets and liabilities measured at fair value on a recurring basis | The following tables present information about the Company’s financial assets and liabilities that have been measured at fair value on a recurring basis as of October 31, 2018 and January 31, 2018 , and indicate the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands): Fair Value Measurement at October 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Cash and cash equivalents: Money market funds $ 893 $ — $ — $ 893 Short-term investments: U.S. government treasury securities 382,681 — — 382,681 Total financial assets $ 383,574 $ — $ — $ 383,574 Fair Value Measurement at January 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Cash and cash equivalents: Money market funds $ 45,918 $ — $ — $ 45,918 Short-term investments: U.S. government treasury securities 217,072 — — 217,072 Total financial assets $ 262,990 $ — $ — $ 262,990 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 9 Months Ended |
Oct. 31, 2018 | |
Debt Disclosure [Abstract] | |
Convertible debt schedules | The net carrying amount of the liability component of the Notes was as follows (in thousands): October 31, 2018 Principal $ 300,000 Unamortized debt discount (80,197 ) Unamortized debt issuance costs (6,111 ) Net carrying amount $ 213,692 The net carrying amount of the equity component of the Notes was as follows (in thousands): October 31, 2018 Debt discount for conversion option $ 84,168 Issuance costs (2,485 ) Net carrying amount $ 81,683 |
Interest expense related to Notes | The following table sets forth the interest expense related to the Notes (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Contractual interest expense $ 563 $ — $ 763 $ — Amortization of debt discount 2,938 — 3,971 — Amortization of issuance costs 174 — 234 — Total $ 3,675 $ — $ 4,968 $ — |
Equity Incentive Plans and Em_2
Equity Incentive Plans and Employee Stock Purchase Plan (Tables) | 9 Months Ended |
Oct. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of stock option activity | The following table summarizes stock option activity for the nine months ended October 31, 2018 (in thousands, except share and per share data and years): Shares Weighted- Weighted- Aggregate Balance - January 31, 2018 12,637,435 $ 7.63 7.72 $ 246,227 Stock options exercised (2,540,312 ) 6.92 Stock options forfeited and expired (640,584 ) 8.43 Balance - October 31, 2018 9,456,539 7.76 7.04 697,319 Vested and exercisable - January 31, 2018 5,540,858 6.33 6.63 115,122 Vested and exercisable - October 31, 2018 5,377,483 $ 6.89 6.29 $ 401,189 |
Schedule of restricted stock unit activity | The following table summarizes RSU activity for the nine months ended October 31, 2018 : Shares Weighted-Average Grant Date Fair Value per RSU Unvested - January 31, 2018 245,746 $ 26.20 RSUs granted 1,718,364 47.90 RSUs vested (138,812 ) 34.73 RSUs forfeited and canceled (67,167 ) 39.25 Unvested - October 31, 2018 1,758,131 $ 46.24 |
Schedule of stock-based compensation expense recognized in consolidated statements of operations | Total stock-based compensation expense recognized in the Company’s interim unaudited condensed consolidated statements of operations is as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Cost of revenue—subscription $ 555 $ 183 $ 1,403 $ 503 Cost of revenue—services 335 123 800 292 Sales and marketing 3,090 1,704 7,437 4,400 Research and development 3,131 1,505 8,241 4,072 General and administrative 3,153 2,184 8,969 5,799 Total stock-based compensation expense $ 10,264 $ 5,699 $ 26,850 $ 15,066 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Oct. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted earnings (loss) per share | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Numerator: Net loss $ (31,320 ) $ (24,216 ) $ (91,730 ) $ (69,985 ) Denominator: Weighted-average shares used to compute net loss per share, basic and diluted 52,702,526 17,421,642 51,431,021 14,749,500 Net loss per share, basic and diluted $ (0.59 ) $ (1.39 ) $ (1.78 ) $ (4.74 ) |
Schedule of antidilutive securities excluded from computation of earnings per share | The following weighted-average outstanding potentially dilutive common shares were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been anti-dilutive. Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Redeemable convertible preferred stock (as converted) — 24,316,192 — 26,045,352 Redeemable convertible preferred stock warrants (as converted) — 1,339 — 30,122 Common stock warrants — 116,485 — 120,190 Stock options to purchase Class A common stock 3,046,631 3,258,405 3,315,885 2,207,524 Stock options to purchase Class B common stock 7,137,570 9,321,627 8,136,949 9,783,945 Unvested restricted stock units 1,707,692 54,550 1,265,391 54,550 Early exercised stock options 94,026 318,240 146,248 236,231 Shares underlying the conversion spread in the convertible senior notes 215,879 — 71,960 — |
Segments and Geographic Reven_2
Segments and Geographic Revenue (Tables) | 9 Months Ended |
Oct. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of total revenue by geographic areas | The following table sets forth the Company’s total revenue by geographic area based on the customers’ location (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2018 2017 2018 2017 Americas $ 42,889 $ 28,045 $ 112,477 $ 74,965 Europe, Middle East and Africa 18,553 11,418 49,168 30,340 Asia Pacific 3,543 2,025 9,052 4,173 Total $ 64,985 $ 41,488 $ 170,697 $ 109,478 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | Jan. 31, 2018 | |
Accounting Policies [Abstract] | |||||
Related party transactions | $ 0 | $ 0 | $ 0 | $ 0 | |
Amounts payable to or receivable from related parties | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Assets and Liabilities (Details) - Recurring - USD ($) $ in Thousands | Oct. 31, 2018 | Jan. 31, 2018 |
Short-term investments: | ||
Total financial assets | $ 383,574 | $ 262,990 |
Level 1 | ||
Short-term investments: | ||
Total financial assets | 383,574 | 262,990 |
Level 2 | ||
Short-term investments: | ||
Total financial assets | 0 | 0 |
Level 3 | ||
Short-term investments: | ||
Total financial assets | 0 | 0 |
U.S. government treasury securities | ||
Short-term investments: | ||
Short-term investments: | 382,681 | 217,072 |
U.S. government treasury securities | Level 1 | ||
Short-term investments: | ||
Short-term investments: | 382,681 | 217,072 |
U.S. government treasury securities | Level 2 | ||
Short-term investments: | ||
Short-term investments: | 0 | 0 |
U.S. government treasury securities | Level 3 | ||
Short-term investments: | ||
Short-term investments: | 0 | 0 |
Money Market Funds | ||
Cash and cash equivalents: | ||
Cash and cash equivalents: | 893 | 45,918 |
Money Market Funds | Level 1 | ||
Cash and cash equivalents: | ||
Cash and cash equivalents: | 893 | 45,918 |
Money Market Funds | Level 2 | ||
Cash and cash equivalents: | ||
Cash and cash equivalents: | 0 | 0 |
Money Market Funds | Level 3 | ||
Cash and cash equivalents: | ||
Cash and cash equivalents: | $ 0 | $ 0 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Details) | 2 Months Ended | 9 Months Ended | ||
Jul. 31, 2018USD ($)day$ / shares | Oct. 31, 2018USD ($)$ / shares | Oct. 31, 2017USD ($) | Jun. 30, 2018USD ($) | |
Debt Instrument [Line Items] | ||||
Proceeds from borrowings on convertible senior notes, net of issuance costs | $ 291,100,000 | $ 291,145,000 | $ 0 | |
Convertible debt, conversion ratio | 14.6738 | |||
Convertible debt, conversion ratio denominator | $ 1,000 | |||
Initial conversion price (in dollars per share) | $ / shares | $ 68.15 | $ 68.15 | ||
Consecutive threshold trading days | day | 30 | |||
Threshold percentage of stock price trigger | 130.00% | |||
Carrying amount of convertible debt equity component | $ 84,200,000 | |||
Fair value of convertible debt | $ 403,200,000 | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Threshold trading days | day | 20 | |||
Redemption Period 1 | ||||
Debt Instrument [Line Items] | ||||
Consecutive threshold trading days | day | 30 | |||
Threshold percentage of stock price trigger | 130.00% | |||
Redemption Period 1 | Minimum | ||||
Debt Instrument [Line Items] | ||||
Threshold trading days | day | 20 | |||
Redemption Period 2 | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, conversion ratio denominator | $ 1,000 | |||
Threshold trading days | day | 5 | |||
Consecutive threshold trading days | day | 5 | |||
Redemption Period 2 | Maximum | ||||
Debt Instrument [Line Items] | ||||
Trading price as a percentage of stock price and debt conversion rate | 98.00% | |||
Convertible Debt | ||||
Debt Instrument [Line Items] | ||||
Face amount of debt | $ 50,000,000 | $ 250,000,000 | ||
Interest rate | 0.75% | 0.75% | ||
Convertible debt, conversion ratio denominator | 100 | |||
Percentage of principal amount redeemed | 100.00% | |||
Debt issuance costs | $ 8,800,000 | |||
Effective interest rate | 7.03% | |||
Convertible Debt | Convertible Senior Notes, Liability Component | ||||
Debt Instrument [Line Items] | ||||
Debt issuance costs | $ 6,300,000 | 6,111,000 | ||
Convertible Debt | Convertible Senior Notes, Equity Component | ||||
Debt Instrument [Line Items] | ||||
Carrying amount of convertible debt equity component | 84,168,000 | |||
Debt issuance costs | $ 2,500,000 | $ 2,485,000 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of Net Carrying Amount of the Liability Component of the Notes (Details) - Convertible Debt - USD ($) $ in Thousands | Oct. 31, 2018 | Jul. 31, 2018 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (8,800) | |
Convertible Senior Notes, Liability Component | ||
Debt Instrument [Line Items] | ||
Principal | $ 300,000 | |
Unamortized debt discount | (80,197) | |
Unamortized debt issuance costs | (6,111) | $ (6,300) |
Net carrying amount | $ 213,692 |
Convertible Senior Notes - Sc_2
Convertible Senior Notes - Schedule of Net Carrying Amount of the Equity Component of the Notes (Details) - USD ($) $ in Thousands | Oct. 31, 2018 | Jul. 31, 2018 |
Debt Instrument [Line Items] | ||
Debt discount for conversion option | $ 84,200 | |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | (8,800) | |
Convertible Senior Notes, Equity Component | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Debt discount for conversion option | $ 84,168 | |
Unamortized debt issuance costs | (2,485) | $ (2,500) |
Net carrying amount | $ 81,683 |
Convertible Senior Notes - Sc_3
Convertible Senior Notes - Schedule of Interest Expense for the Notes (Details) - Convertible Debt - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Debt Instrument [Line Items] | ||||
Contractual interest expense | $ 563 | $ 0 | $ 763 | $ 0 |
Amortization of debt discount | 2,938 | 0 | 3,971 | 0 |
Amortization of issuance costs | 174 | 0 | 234 | 0 |
Total | $ 3,675 | $ 0 | $ 4,968 | $ 0 |
Convertible Senior Notes - Capp
Convertible Senior Notes - Capped Calls (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 2 Months Ended | 9 Months Ended |
Jul. 31, 2018 | Oct. 31, 2018 | |
Option Indexed to Issuer's Equity [Line Items] | ||
Purchase of capped calls | $ 37,100 | $ 37,086 |
Capped Calls | ||
Option Indexed to Issuer's Equity [Line Items] | ||
Strike price (in dollars per share) | $ 68.15 | |
Cap price (in dollars per share) | $ 106.90 | |
Capped Calls | Class A Common Stock | ||
Option Indexed to Issuer's Equity [Line Items] | ||
Underlying capped calls (in shares) | 4.4 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Sep. 30, 2018USD ($) | Dec. 31, 2017ft² | Oct. 31, 2018USD ($) | Oct. 31, 2017USD ($) | Oct. 31, 2018USD ($) | Oct. 31, 2017USD ($) | Jan. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |||||||
Operating leases, rent expense | $ 1,500,000 | $ 2,600,000 | $ 2,300,000 | $ 8,800,000 | $ 6,600,000 | ||
Rentable office space (in sq ft) | ft² | 106,230 | ||||||
Lease liability | 800,000 | 800,000 | |||||
Accrual for contingencies | $ 0 | $ 0 | $ 0 |
Equity Incentive Plans and Em_3
Equity Incentive Plans and Employee Stock Purchase Plan - Stock Options (Details) - Employee Stock Option | 9 Months Ended |
Oct. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
One Year Anniversary | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting rights percentage | 25.00% |
13 to 36 Months | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting rights percentage | 75.00% |
Equity Incentive Plans and Em_4
Equity Incentive Plans and Employee Stock Purchase Plan - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Oct. 31, 2018 | Jan. 31, 2018 | |
Shares | ||
Balance - beginning of period (in shares) | 12,637,435 | |
Stock options exercised (in shares) | (2,540,312) | |
Stock options forfeited and expired (in shares) | (640,584) | |
Balance - end of period (in shares) | 9,456,539 | 12,637,435 |
Vested and exercisable (in shares) | 5,377,483 | 5,540,858 |
Weighted- Average Exercise Price Per Share | ||
Balance - beginning of period (in dollars per share) | $ 7.63 | |
Stock options exercised (in dollars per share) | 6.92 | |
Stock options forfeited and expired (in dollars per share) | 8.43 | |
Balance - end of period (in dollars per share) | 7.76 | $ 7.63 |
Vested and exercisable (in dollars per share) | $ 6.89 | $ 6.33 |
Weighted- Average Remaining Contractual Term (In Years) | ||
Balance | 7 years 15 days | 7 years 8 months 19 days |
Vested and exercisable | 6 years 3 months 15 days | 6 years 7 months 17 days |
Aggregate Intrinsic Value | ||
Balance | $ 697,319 | $ 246,227 |
Vested and exercisable | $ 401,189 | $ 115,122 |
Equity Incentive Plans and Em_5
Equity Incentive Plans and Employee Stock Purchase Plan - Restricted Stock Units, Additional Information (Details) - Restricted Stock Units (RSUs) | 9 Months Ended |
Oct. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
One Year Anniversary | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Vesting rights percentage | 25.00% |
13 to 36 Months | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting rights percentage | 75.00% |
Equity Incentive Plans and Em_6
Equity Incentive Plans and Employee Stock Purchase Plan - Schedule of Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) | 9 Months Ended |
Oct. 31, 2018$ / sharesshares | |
Shares | |
Unvested - beginning of period (in dollars per share) | shares | 245,746 |
RSUs granted (in shares) | shares | 1,718,364 |
RSUs vested (in shares) | shares | (138,812) |
RSUs forfeited and canceled (in shares) | shares | (67,167) |
Unvested - end of period (in dollars per share) | shares | 1,758,131 |
Weighted-Average Grant Date Fair Value per RSU | |
Unvested - beginning of period (in dollars per share) | $ / shares | $ 26.20 |
RSUs granted (in dollars per share) | $ / shares | 47.90 |
RSUs vested (in dollars per share) | $ / shares | 34.73 |
RSUs forfeited and canceled (in dollars per share) | $ / shares | 39.25 |
Unvested - end of period (in dollars per share) | $ / shares | $ 46.24 |
Equity Incentive Plans and Em_7
Equity Incentive Plans and Employee Stock Purchase Plan - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan - shares shares in Millions | 1 Months Ended | 9 Months Ended |
Oct. 31, 2017 | Oct. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Maximum employee contribution rate | 15.00% | |
Duration of separate offering periods | 6 months | |
Purchase price of common stock, as a percent | 85.00% | |
Class A Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Reserved for future issuance (in shares) | 1.5 |
Equity Incentive Plans and Em_8
Equity Incentive Plans and Employee Stock Purchase Plan - Stock-based Compensation Expense Recognized in Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 10,264 | $ 5,699 | $ 26,850 | $ 15,066 |
Cost of revenue—subscription | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 555 | 183 | 1,403 | 503 |
Cost of revenue—services | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 335 | 123 | 800 | 292 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 3,090 | 1,704 | 7,437 | 4,400 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 3,131 | 1,505 | 8,241 | 4,072 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 3,153 | $ 2,184 | $ 8,969 | $ 5,799 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) shares in Millions | 3 Months Ended | 9 Months Ended | |
Oct. 31, 2018$ / sharesshares | Oct. 31, 2018vote$ / sharesshares | Jul. 31, 2018$ / shares | |
Class of Stock [Line Items] | |||
Shares issuable upon conversion (in shares) | shares | 4.4 | 4.4 | |
Initial conversion price (in dollars per share) | $ / shares | $ 68.15 | $ 68.15 | $ 68.15 |
Average market price (in dollars per share) | $ / shares | $ 71.66 | ||
Class A Common Stock | |||
Class of Stock [Line Items] | |||
Number of votes per share | vote | 1 | ||
Class B Common Stock | |||
Class of Stock [Line Items] | |||
Number of votes per share | vote | 10 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (31,320) | $ (24,216) | $ (91,730) | $ (69,985) |
Weighted-average shares used to compute net loss per share, basic and diluted (in shares) | 52,702,526 | 17,421,642 | 51,431,021 | 14,749,500 |
Net loss per share, basic and diluted (in dollars per share) | $ (0.59) | $ (1.39) | $ (1.78) | $ (4.74) |
Net Loss per Share - Schedule_2
Net Loss per Share - Schedule of Antidilutive Securities Excluded from the Computation of Diluted Net Loss per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Redeemable convertible preferred stock (as converted) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 24,316,192 | 0 | 26,045,352 |
Redeemable convertible preferred stock warrants (as converted) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 1,339 | 0 | 30,122 |
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 116,485 | 0 | 120,190 |
Stock options to purchase common stock | Class A Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,046,631 | 3,258,405 | 3,315,885 | 2,207,524 |
Stock options to purchase common stock | Class B Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 7,137,570 | 9,321,627 | 8,136,949 | 9,783,945 |
Unvested restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,707,692 | 54,550 | 1,265,391 | 54,550 |
Early exercised stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 94,026 | 318,240 | 146,248 | 236,231 |
Shares underlying the conversion spread in the convertible senior notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 215,879 | 0 | 71,960 | 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Provision (benefit) for income taxes | $ (33,000) | $ 336,000 | $ 680,000 | $ 817,000 |
Unrecognized tax benefits | 4,300,000 | 4,300,000 | ||
Unrecognized tax benefits that would impact effective tax rate | 0 | 0 | ||
Decrease in unrecognized tax benefits is reasonably possible | $ 0 | $ 0 |
Segments and Geographic Reven_3
Segments and Geographic Revenue - Additional Information (Details) - segment | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Segment Reporting [Abstract] | ||||
Number of operating segments | 1 | |||
Geographic Concentration Risk | Revenue, Net | United States | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 61.00% | 64.00% | 62.00% | 65.00% |
Geographic Concentration Risk | Revenue, Net | United Kingdom | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 11.00% | 11.00% | 11.00% | 11.00% |
Segments and Geographic Reven_4
Segments and Geographic Revenue - Schedule of total revenue by geographic areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2018 | Oct. 31, 2017 | Oct. 31, 2018 | Oct. 31, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | $ 64,985 | $ 41,488 | $ 170,697 | $ 109,478 |
Americas | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | 42,889 | 28,045 | 112,477 | 74,965 |
Europe, Middle East and Africa | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | 18,553 | 11,418 | 49,168 | 30,340 |
Asia Pacific | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | $ 3,543 | $ 2,025 | $ 9,052 | $ 4,173 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | Nov. 01, 2018USD ($) |
Subsequent Event | Mammoth Merger Sub, Inc and ObjectLabs Corporation Merger | Mammoth Merger Sub, Inc. and ObjectLabs Corporation | |
Subsequent Event [Line Items] | |
Business combination, consideration transferred | $ 68 |